Aranea

X1 30, X2 24, DMR2 11
The normal aranea is a more primitive form of aranea- specifically lacking in shapeshifting abilities. They are similar to the aranea presented in the SRD and Monster Manual, with the following exceptions:

Spells
An aranea casts spells as a 3rd-level wizard. It prefers illusions and enchantments and avoids fire spells. She can cast 4/3/2 arcane spells as a wizard per day. The aranea must choose and prepare her spells ahead of time.

The normal aranea is Mystara cannot change its form like the Herathian aranea. There are two primary concentrations of these normal aranea: the Thanegioth Archipelago and the Isle of Dawn.
The aranea arrived in Mystara through a planar gate under the Isle of Dawn. These colonies originally were underground, and only later did the aranea emerge to the surface world, and started influencing it.
The aranea of the Isle of Dawn live in the Great Escarpment area and are followers of the evil Immortal Arachne Prime. They exercised control over Thothian society for a long time. For a variety of reasons, these aranea now may be forced to find new ways to prevent and dissuade human expansion into their territories.
Those found in the Thanegioth Archipelago live in small forest communities and occasionally ally with the monstrous humanoids nearby to keep humans away. They are likely the descendants of a colony founded ages ago by the Isle of Dawn aranea.

Aranea as Characters
An aranea's favoured class is wizard. Most araneas do continue to pursue the magical practices and are higher than 3rd level. Many araneas become multi-class mages, gaining the additional benefit of swordplay or thieving abilities. Single-class rogues are not uncommon, but single-class clerics or fighters are very rare. Aranea clerics may choose two of the following domains: Knowledge, Magic, or Trickery. Those that follow Arachne Prime may choose from Death, Evil, Night, and Sphere of Entropy.

Herathian
SCMCStatistically, a Herathian aranea is identical to the aranea presented in the SRD and Monster Manual, with the following exception:

Spells
An aranea casts spells as a 3rd-level wizard. It prefers illusions and enchantments and avoids fire spells. She can cast 4/3/2 arcane spells as a wizard per day. The aranea must choose and prepare her spells ahead of time.

The below information expands on the Herathian aranea:

From the Savage Coast Monstrous Compendium

The legendary araneas are exceptionally intelligent and skilled in the use of magic. However, few even know of their continued existence. To hide their true form from expanding humanoid civilisations, the araneas developed shapeshifting abilities. Because of this ability, araneas possess three distinct forms: arachnid, human-spider hybrid, and humanoid.

In arachnid form, araneas range from 3 to 6 feet long. Two spinnerets are located on the abdomen. Eight large, segmented legs attach to the spider's thorax. Two smaller appendages, each about 2 feet long, sprout from the front of the thorax beneath the mandibles and eyes, each ending in four, multiple-jointed fingers and a single thumb. These can manipulate simple tools or perform somatic components for casting spells. Araneas also boast an impressive set of mandibles and eight eyes, four of which are small, used only to detect motion. The other four resemble human eyes with coloured iris and black pupil, though set in a round, lidless socket. Two of the larger eyes face directly forward, while the other six eyes are positioned on either side of the aranea's head. The head, body, and legs are all covered with a coarse, greyish-black hair. Araneas can mate only in arachnid form.

Each aranea chooses a single humanoid form. This race must be one the araneas are familiar with. Size differences limit the araneas to races ranging between halfling and gnoll. The most common choices include human, elf, half-elf, dwarf, lupin, rakasta, and shazak. Few araneas choose a goblinoid form, and none imitate wallaras.

An aranea's humanoid form is chosen soon after birth and cannot be changed to another form later. The form typically remains the same within a family unit and must be of the same gender as the aranea. Height, weight, eye and hair colour are always appropriate for the race being imitated.

In its hybrid form, an aranea appears as a humanoid with arachnid elements. These elements always include fangs, spinnerets in the palm of each hand, two extra eyes on the temples, and an extra joint on each finger. Still, no two hybrids look exactly alike. As araneas do not gain an initial Legacy from the Red Curse, they typically claim that the hybrid form is due to a Legacy. This seems to work well, as some Legacies actually do have these characteristics.

Araneas have their own language, known as Herathian. All araneas know both Herathian and the native language of the humanoid race they are emulating. Though most araneas are neutral in alignment, other races assume that the giant spiders were evil. This assumption has forced the araneas to continue hiding their natural forms.

Araneas use magic to subdue their environment, shaping it to fit their desires. For this reason they can never resist magical items and will go to any extremes to obtain them. They are predators, and many enjoy the flesh of sentient beings, though these are the exception rather than the rule. Araneas are generally talented in cloth production and naturally dominate the silk market with the silk they produce.

Most araneas feel superior to other races due to their long history and special abilities. They can be cold, calculating, and secretive, but they are rarely evil. They also tend to be suspicious of others, expecting them to have secrets as well. Currently, these shapeshifters get along with the nearby races.

Araneas prefer to live in forests, the natural home of their ancestors, where they can hunt and hide. They are the secret rulers of the Magocracy of Herath, where the cities and villages resemble those of neighbouring lands, though with a more diverse mixture of races.

Araneas take great pains to conceal their dual nature, partly because of the unjust animosity felt toward them by other races. From birth, they are taught that they have two distinct identities. Individuals are forced to keep these two identities separate, never to reveal the secret to other races. Those who do are considered traitors; they are dealt with harshly and quickly by other araneas.

Due to old legends of their purported evil, araneas are almost universally despised as a sort of "bogeyman." A revealed aranea will most likely be hunted down by everyone in the area especially other araneas. The pose of a "tame" aranea who has "converted to the cause of good" may be possible, but it would still be hunted by other araneas.

Combat
Araneas prefer to avoid physical combat when possible, relying instead on magical abilities. In arachnid form, they wait in trees for prey to pass underneath; then, they lower themselves silently on web strands and attack with spells.
Most are wizards, preferring illusions and charms but avoiding fire-based spells. Araneas can cast spells in any of their three forms. To avoid arousing suspicion, araneas living among other humanoids keep their spellcasting abilities secret unless they are posing as mages.
If forced into physical combat, an adult aranea can attempt to bite and inject venom into an opponent. This can only be accomplished in spider or hybrid form.
Upon reaching maturity, araneas can also learn to spin webs. As with the poisonous bite, an aranea can spin or climb webs only while in arachnid or hybrid form.
Araneas can wear any armour allowed by their class(es) while in humanoid or hybrid form. They are also proficient with the use of simple weapons, and may be proficient with others as their classes allow.

The Red Curse
Because of their abilities and involvement with the creation of the Red Curse, araneas do not gain an initial Legacy. However, upon reaching maturity they must wear cinnabryl or suffer the Affliction of a randomly chosen Legacy. An aranea can gain Legacies only by becoming an Inheritor.

Herathian Aranea as Characters
An aranea's favoured class is wizard. Most araneas do continue to pursue the magical practices
at least in private
and are higher than 3rd level. Many araneas become multi-class mages, gaining the additional benefit of swordplay or thieving abilities. Single-class rogues are not uncommon, but single-class clerics or fighters are very rare. Herathian aranea clerics may choose two of the following domains: Knowledge, Magic, or Trickery.